Common use of Tax Status of Merger Clause in Contracts

Tax Status of Merger. The Merger and the transfer of the Closing Shares to the Shareholders contemplated by this Agreement are intended by the parties to qualify as a tax-free reorganization under Sections 368(a)(1)(A) and 368(a)(2)(E) of the Code, and each of the parties hereto agrees to act with respect to the Stock and the Closing Shares, as applicable, and take such other steps, including the proper filing of plans of reorganization and articles of merger, as shall be necessary to insure the tax-free status of the transaction under such Code sections and the underlying regulations."

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Tca Cable Tv Inc), Agreement and Plan of Reorganization (Tca Cable Tv Inc), Tca Cable Tv Inc

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Tax Status of Merger. The Merger and the transfer of the Closing Shares to the Shareholders contemplated by this Agreement are intended by the parties to qualify as a forward triangular tax-free reorganization under Sections 368(a)(1)(A) and 368(a)(2)(E368(a)(2)(P) of the Code, and each of the parties hereto agrees to act with respect to the Stock and the Closing Shares, as applicable, and take such other steps, including the proper filing of plans of reorganization and articles of merger, as shall be necessary to insure the tax-free status of the transaction under such Code sections and the underlying regulations."

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Tca Cable Tv Inc), Agreement and Plan of Reorganization (Tca Cable Tv Inc), Agreement and Plan of Reorganization (Tca Cable Tv Inc)

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